Non-compete clauses, explained
A restriction on working with other clients, often competitors of this client, during and after the engagement. For an independent contractor this can directly cut off your income and is unenforceable or restricted in a growing number of places.
Market standard
For a freelancer, no non-compete at all, or at most a narrow one: named direct competitors only, limited to the engagement term plus a short tail (0-6 months), tied to specific confidential projects rather than an entire industry.
Red flags
- Bar on working in the client's entire industry
- Duration of 1-3 years after termination
- No geographic or scope limit
- 'Competitor' defined by the client at its discretion
- No carve-out for work you were already doing before this client
Suggested wording
The Provider agrees not to provide substantially similar services to the specific named competitors listed in Exhibit C during the term and for 3 months after. This restriction does not apply to any client, project, or category the Provider served before the Effective Date, and does not restrict the Provider's general practice.
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Review my contractIs this normal in…
- Non-compete in a consulting agreement?
- Non-compete in a marketing services agreement?
- Non-compete in a software / web development agreement?
- Non-compete in a master services agreement (msa)?
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